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23-2313ORDINANCE NO. 23-23 1 3 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL CORPORATION, AUTHORIZING THE APPROVAL OF A FIRST AMENDMENT TO A CONTRACT BETWEEN THE CITY OF DENTON AND WELLS FARGO MERCHANT SERVICES, LLC, AMENDING THE CONTRACT APPROVED BY CITY COUNCIL ON DECEMBER 14, 202 1, IN THE NOT-TO-EXCEED AMOUNT OF $5,000,000.00, SAID FIRST AMENDMENT TO CONTINUE TO PROVIDE DEBIT/CREDIT CARD PROCESSING FOR ALL CITY DEPARTMENTS; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR: AND PROVIDING AN EFFECTIVE DATE (RFP 7436 – PROVIDING FOR AN ADDITIONAL FIRST AMENDMENT EXPENDITURE AMOUNT NOT-TO-EXCEED $1,250,000.00, WITH THE TOTAL CONTRACT AMOUNT NOT-TO-EXCEED $6,250,000.00). WHEREAS, on December 14, 2021, City Council awarded a contract to Wells Fargo Merchant Services, LLC, in the amount of $5,000,000.00, for debit/credit card processing for all City departments; and WHEREAS, this procurement was undertaken as part of the City’s governmental function; and WHEREAS, the additional fees under the proposed First Amendment are fair and reasonable and are consistent with, and not higher than, the recommended practices and fees applicable to the Provider’s profession, and such fees do not exceed the maximum provided by law; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The First Amendment, increasing the amount of the contract between the City and Wells Fargo Merchant Services, LLC, which is on file in the office of the Purchasing Agent, in the amount of One Million Two Hundred Fifty Thousand and 0/100 ($1,250,000.00) Dollars, is hereby approved, and the expenditure of funds therefor is hereby authorized in accordance with said amendment which shall be effective upon the execution of the amendment attached hereto. The total contract amount increases to $6,250,000.00. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. second=hjy T:nETp"FJ:PrATEr:” r:I?shhan::=i„sinIn::,dbyll: following vote K -U Aye J \/ J ,/ ./ Z Nay Abstain Absent Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck, District 2: Paul Meltzer. District 3 : Joe Holland. District 4: Brandon Chase McGee, At Large Place 5 : Chris Watts, At Large Place 6:/ , 2023.PASSED AND APPROVED thi, the [ at" day of D€cc--hr aEm76 rS’PN ATTEST: JESUS SALAZAR, CITY SECRETARY LRS \ U 1c At I ! ! I APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Digitally signed by Marcella Lunn DN: dc=com, dc=cityofdenton, dc=codad, ou=Department Users By ' 1 1 and Groups, ou=GeneralX email=Marcella.Lunn@cityofdenton.c hl– Date: 2023.11.171736:41 -06'OO' -''1 ba DocuSign Envelope ID: 5EF315D2-5975-4CDA-A8F9-A9FF19C466B5 DENTON Docusign City Council Transmittal Coversheet 7436 File Name Merchant Services P. „h,si.g Co.tact ch'1; ti- ' D ''";dy CIty C,„,II T„g,t D,t, DECEMBER 12’ 2023 Piggy Back Option Contract Expiration Ordinance r\rr NO UEL[IVIDEK ILt I £VZO 23-2313 DocuSign Envelope ID: 5EF315D2-5975-4CDA-A8F9-A9FF19C466B5 THE STATE OF TEXAS § § §COUNTY OF DENTON FRST AMENDMENT TO CONTRACT BY AND BETWEEN THE CITY OF DENTON. TEXAS AND WELLS FARGO MERCHANT SERVICES, LLC THIS FIRST AMENDMENT TO CONTRACT 7436 (this “Amendment”) by and between the City of Denton, Texas (“City”) and WELLS FARGO MERCHANT SERVICES, LLC (“Contractor”) to that certain contract executed on December 14, 2021, in the original not-to-exceed amount of $5,000,000 (the “Agreement”); for services related to the Merchant Services. WHEREAS, the City deems it necessary to further expand the services provided by Contractor to the City pursuant to the terms of the Agreement, and to provide an additional not-to-exceed amount $1,250,000 with this First Amendment for an aggregate not-to- exceed amount of $6,250,000; and WHEREAS, this amendment incorporates any previously executed documents between the parties including but not limited to pricing adjustments. WHEREAS, the City deems it necessary to further expand the goods/services provided by Contractor to the City; and WHEREAS, the original not-to-exceed amount may not be increased by more than 25.0% as provided in Texas Local Government Code Sec. 252.048; and NOW THEREFORE, the City and Contractor (hereafter collectively referred to as the “Parties”), in consideration of their mutual promises and covenants, as well as for other good and valuable considerations, do hereby AGREE to the following First Amendment, which amends the following terms and conditions of the said Agreement, to wit: 1. This Amendment modifies the Agreement amount to provide an additional S 1,250,000 for additional services and materials to be provided in accordance with the terms of the Agreement with a revised aggregate not-to-exceed total of $6,250,000. The Parties hereto agree, that except as specifically provided for by this Amendment, that all of the terms, covenants, conditions, agreements, rights, responsibilities, and obligations of the Parties, set forth in the Agreement remain in full force and effect. IN WITNESS WHEREOF, the City and the Contractor, have each executed this AmeTrdment,lIJlBUglough their respective duly authorized representatives and officerson this date ’' ’ -'1 1 DocuSign Envelope ID= 5EF315D2-5975-4CDA-A8F9-A9FF19C466B5 “CONTRACTOR” WELLS FARGO MERCHANT SERVICES, LLC wall;;TITLE “CITY” CITY OF DENTON, TEXAS A Texas Municipal Corporation DocuSigned by: dy&asA 5236DB296270423 APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY DocuSigned by: IM 4B070831 B4AA438.[4;;iE; ATTEST: JESUS SALAZAR. CITY SECRETARY DoouSigned by: $yk9's S. 2437C77B897541 D. THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. Jess1 ca w1111 ams PRINTED NAME Chief Flnanci a1 Officer TITLE F1 nance DEPARTMENT [k>cuSign Certificate Of Completion Envelope Id: 5EF315D2597BICDAA8F9A9FF19C466B5 Subject: Please DocuSign: City Council Contract 7436 - 1 St Amendment Status: Completed Source Envelope: Document Pages: 3 Certificate Pages: 6 Signatures: 5 Initials: 1 AutoNav: Enabled Envelope Originator: Christina Dormady 901B Texas Street Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada)christina.dormady@cityofdenton.com IP Address: 198.49.140.104 Denton. TX 76209 Record Tracking Status: Original 10/13/2023 1 :19:52 PM Holder: Christina Dormady christina.dormady@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Sent: 10/1 3/2023 1 :44:42 PM Viewed: 10/1 3/2023 1 :44:51 PM Signed: 10/1 3/2023 1 :46:09 PM Christina Dormady christina.dormady@cityofdenton.com Completed Buyer City of Denton Using IP Address: 198.49.140.104 Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Sent: 10/13/2023 1 :46:11 PM Viewed: 10/1 3/2023 3:03:39 PM Signed: 10/1 3/2023 3:03:M PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Mack Reinwand City Attorney City of Denton Security Level: Email, Account Authentication (None) Sent: 10/1 3/2023 3:03:56 PM Viewed: 10/1 6/2023 12:07:39 PM Signed: IC)/16/2023 12:09:32 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and SIgnature Disclosure: Not Offered via DocuSign Corby Gordon Corby.gordon@wollsfargo.com SVP Security Level: Email, Account Authentication (None) Sent: 10/16/2023 12:09:34 PM Viewed: 10/1 7/2023 9:44:55 AM Signed: 10/1 7/2023 9:48:53 AM Signature Adoption: Pre-selected Style Using IP Address: 159.45.129.13 Electronic Record and Signature Disclosure: Accepted: 10/17/2023 9:44:55 AM ID: 0432b155-b28b444a-8ba8-24b268b37447 Signer Events Jessica Williams jessica.jwilliams@cityofdenton.com Chief Financial Officer Security Level: Email, Account Authentication (None) Signature Timestamp Sent: 10/17/2023 9:48:55 AM Resent: 10/26/2023 2:08:02 PM Resent: 11/7/2023 3:02:30 PM Viewed: 11/7/2023 3:13:30 PM Signed: 11/8/2023 3:57:30 PMSignature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Accepted: 11/7/2023 3:13:30 PM ID: 23df5107-e5e6JtOcf-8cfd-29b2839469b7 Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature DIsclosure: Not Offered via DocuSign Completed Sent: 11/8/2023 3:57:32 PM Viewed: 12/1 3/2023 7:59:58 AM Signed: 12/1 3/2023 8:00: 16 AMUsing IP Address: 198.49.140.10 Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Sent: 12/1 3/2023 8:00:19 AM Viewed: 12/13/2023 8:52:59 AM Signed: 12/1 3/2023 8:53:05 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Jesus Salazar jesus.salazar@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 12/1 3/2023 8:53:07 AM Viewed: 12/1 3/2023 10:26:50 AM Signed: 12/1 3/2023 10:28:15 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Accepted: 12/1 3/2023 10:26:50 AM ID: d85bc786-b5ff44f7-a7ec4cb5d4fc3291 In Person Signer Events Signature Status Timestamp Editor Delivery Events Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Status Timestamp Certified Delivery Events Timestamp Carbon Copy Events Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Status Timestamp Sent: 10/1 3/2023 1 :46:10 PM Carbon Copy Events Steven Le Steven.le@wellsfargo.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Status Timestamp Sent: 10/16/2023 12:09:33 PM Viewed : 10/1 7/2023 10:00:08 AM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 12/1 3/2023 10:28:16 AM Viewed: 12/1 3/2023 1:13:27 PM Gretna Jones gretna.jones@cityofdenton.com Legal Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 12/1 3/2023 10:28:17 AM Randee Klingele Randee.klingele@cityofdenton.com Treasury Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 12/1 3/2023 10:28:18 AM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Envelope Updated Certified Delivered Signing Complete Completed Status Timestamps 10/1 3/2023 1 :44:42 PM 10/26/2023 2:08:01 PM 12/1 3/2023 10:26:50 AM 12/1 3/2023 10:28:15 AM 12/13/2023 10:28:18 AM Hashed/Encrypted Security Checked Security Checked Security Checked Security Checked Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Corby Gordon, Jessica Williams, Jesus Salazar ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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